0001104659-12-073445 Sample Contracts

LOAN OBLIGATION PURCHASE AGREEMENT
Loan Obligation Purchase Agreement • November 2nd, 2012 • Arbor Realty Trust Inc • Real estate investment trusts • New York

This LOAN OBLIGATION PURCHASE AGREEMENT (this “Agreement”) is made as of September 24, 2012 by and between Arbor Realty SR, Inc., a Maryland corporation (the “Seller”), and Arbor Realty Collateralized Loan Obligation 2012-1, Ltd., an exempted company incorporated in the Cayman Islands with limited liability (the “Issuer”).

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PLACEMENT AGREEMENT
Placement Agreement • November 2nd, 2012 • Arbor Realty Trust Inc • Real estate investment trusts • New York

This Placement Agreement (this “Agreement”) is made as of the 12th day of September, 2012, by and between Arbor Realty Collateralized Loan Obligation 2012-1, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Issuer”), Arbor Realty Collateralized Loan Obligation 2012-1 LLC, a Delaware limited liability company (the “Co-Issuer” and, together with the Issuer, the “Co-Issuers”) and Sandler O’Neill & Partners, L.P. (“Sandler O’Neill”).

ARBOR REALTY COLLATERALIZED LOAN OBLIGATION 2012-1, LTD., as Issuer, ARBOR REALTY COLLATERALIZED LOAN OBLIGATION 2012-1, LLC, as Co-Issuer, ARBOR REALTY SR, INC., as Advancing Agent AND U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent,...
Arbor Realty • November 2nd, 2012 • Arbor Realty Trust Inc • Real estate investment trusts • New York

INDENTURE, dated as of September 24, 2012, by and between ARBOR REALTY COLLATERALIZED LOAN OBLIGATION 2012-1, LTD., an exempted company incorporated in the Cayman Islands with limited liability (the “Issuer”), ARBOR REALTY COLLATERALIZED LOAN OBLIGATION 2012-1, LLC, a limited liability company formed under the laws of Delaware (the “Co-Issuer”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the “Trustee”), paying agent, calculation agent, transfer agent, custodial securities intermediary, backup advancing agent and notes registrar, and ARBOR REALTY SR, INC. (including any successor by merger, the “Arbor Parent”), a Maryland corporation, as advancing agent (herein, together with its permitted successors and assigns in the trusts hereunder, the “Advancing Agent”).

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